California Commercial Code

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• California Commercial Code Section 1101
  This code may be cited as the Uniform Commercial Code.
• California Commercial Code Section 1102
  This division applies to a transaction to the extent that it is governed by another division of this code.
• California Commercial Code Section 1103
  (a) This code shall be liberally construed and applied to promote its underlying purposes and policies, which are: (1) to simplify, clarify, and modernize the...
• California Commercial Code Section 1104
  This code being a general act intended as a unified coverage of its subject matter, no part of it shall be deemed to be impliedly...
• California Commercial Code Section 1105
  If any provision or clause of this code or its application to any person or circumstance is held invalid, the invalidity does not affect other...
• California Commercial Code Section 1106
  In this code, unless the statutory context otherwise requires: (1) words in the singular number include the plural, and those in the plural include the...
• California Commercial Code Section 1108
  This chapter modifies, limits, and supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001 et seq., except that nothing...
• California Commercial Code Section 1201
  (a) Unless the context otherwise requires, words or phrases defined in this section, or in the additional definitions contained in other divisions of this code...
• California Commercial Code Section 1202
  (a) Subject to subdivision (f), a person has "notice" of a fact if the person: (1) has actual knowledge of it; (2) has received a...
• California Commercial Code Section 1203
  (a) Whether a transaction in the form of a lease creates a lease or security interest is determined by the facts of each case. (b)...
• California Commercial Code Section 1204
  Except as otherwise provided in Divisions 3, 4, 5, and 6, a person gives value for rights if the person acquires them: (1) in return...
• California Commercial Code Section 1205
  (a) Whether a time for taking an action required by this code is reasonable depends on the nature, purpose, and circumstances of the action. (b)...
• California Commercial Code Section 1206
  Whenever this code creates a "presumption" with respect to a fact, or provides that a fact is "presumed," the trier of fact must find the...
• California Commercial Code Section 1108
  This chapter modifies, limits, and supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001 et seq., except that nothing...
• California Commercial Code Section 1301
  (a) Except as otherwise provided in this section, when a transaction bears a reasonable relation to this state and also to another state or nation,...
• California Commercial Code Section 1302
  (a) Except as otherwise provided in subdivision (b) or elsewhere in this code, the effect of provisions of this code may be varied by agreement....
• California Commercial Code Section 1303
  (a) A "course of performance" is a sequence of conduct between the parties to a particular transaction that exists if: (1) the agreement of the...
• California Commercial Code Section 1304
  Every contract or duty within this code imposes an obligation of good faith in its performance and enforcement.
• California Commercial Code Section 1305
  (a) The remedies provided by this code shall be liberally administered to the end that the aggrieved party may be put in as good a...
• California Commercial Code Section 1306
  A claim or right arising out of an alleged breach may be discharged in whole or in part without consideration by agreement of the aggrieved...
• California Commercial Code Section 1307
  (1) A bill of lading, policy or certificate of insurance, official weigher's or inspector's certificate, consular invoice, or any other document authorized or required by...
• California Commercial Code Section 1308
  (a) A party that with explicit reservation of rights performs or promises performance or assents to performance in a manner demanded or offered by the...
• California Commercial Code Section 1309
  A term providing that one party or that party's successor in interest may accelerate payment or performance or require collateral or additional collateral "at will"...
• California Commercial Code Section 1310
  An obligation may be issued as subordinated to performance of another obligation of the person obligated, or a creditor may subordinate its right to performance...
• California Commercial Code Section 2101
  This division shall be known and may be cited as Uniform Commercial Code--Sales.
• California Commercial Code Section 2102
  Unless the context otherwise requires, this division applies to transactions in goods; it does not apply to any transaction which although in the form of...
• California Commercial Code Section 2103
  (1) In this division unless the context otherwise requires: (a) "Buyer" means a person who buys or contracts to buy goods. (b) (Reserved) (c) "Receipt...
• California Commercial Code Section 2104
  (1) "Merchant" means a person who deals in goods of the kind or otherwise by his occupation holds himself out as having knowledge or skill...
• California Commercial Code Section 2105
  (1) "Goods" means all things (including specially manufactured goods) which are movable at the time of identification to the contract for sale other than the...
• California Commercial Code Section 2106
  (1) In this division unless the context otherwise requires "contract" and "agreement" are limited to those relating to the present or future sale of goods....
• California Commercial Code Section 2107
  (1) A contract for the sale of minerals or the like (including oil and gas) or a structure or its materials to be removed from...
• California Commercial Code Section 1308
  (a) A party that with explicit reservation of rights performs or promises performance or assents to performance in a manner demanded or offered by the...
• California Commercial Code Section 1309
  A term providing that one party or that party's successor in interest may accelerate payment or performance or require collateral or additional collateral "at will"...
• California Commercial Code Section 1310
  An obligation may be issued as subordinated to performance of another obligation of the person obligated, or a creditor may subordinate its right to performance...
• California Commercial Code Section 2201
  (1) Except as otherwise provided in this section a contract for the sale of goods for the price of five hundred dollars ($500) or more...
• California Commercial Code Section 2202
  Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties...
• California Commercial Code Section 2204
  (1) A contract for sale of goods may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the...
• California Commercial Code Section 2205
  (a) An offer by a merchant to buy or sell goods in a signed writing which by its terms gives assurance that it will be...
• California Commercial Code Section 2206
  (1) Unless otherwise unambiguously indicated by the language or circumstances (a) An offer to make a contract shall be construed as inviting acceptance in any...
• California Commercial Code Section 2207
  (1) A definite and seasonable expression of acceptance or a written confirmation which is sent within a reasonable time operates as an acceptance even though...
• California Commercial Code Section 2209
  (1) An agreement modifying a contract within this division needs no consideration to be binding. (2) A signed agreement which excludes modification or rescission except...
• California Commercial Code Section 2210
  (1) A party may perform his or her duty through a delegate unless otherwise agreed or unless the other party has a substantial interest in...
• California Commercial Code Section 2301
  The obligation of the seller is to transfer and deliver and that of the buyer is to accept and pay in accordance with the contract.
• California Commercial Code Section 2303
  Where this division allocates a risk or a burden as between the parties "unless otherwise agreed," the agreement may not only shift the allocation but...
• California Commercial Code Section 2304
  (1) The price can be made payable in money or otherwise. If it is payable in whole or in part in goods each party is...
• California Commercial Code Section 2305
  (1) The parties if they so intend can conclude a contract for sale even though the price is not settled. In such a case the...
• California Commercial Code Section 2306
  (1) A term which measures the quantity by the output of the seller or the requirements of the buyer means such actual output or requirements...
• California Commercial Code Section 2307
  Unless otherwise agreed all goods called for by a contract for sale must be tendered in a single delivery and payment is due only on...
• California Commercial Code Section 2308
  Unless otherwise agreed (a) The place for delivery of goods is the seller's place of business or if he has none his residence; but (b)...
• California Commercial Code Section 2309
  (1) The time for shipment or delivery or any other action under a contract if not provided in this division or agreed upon shall be...
• California Commercial Code Section 2310
  Unless otherwise agreed: (a) Payment is due at the time and place at which the buyer is to receive the goods even though the place...
• California Commercial Code Section 2311
  (1) An agreement for sale which is otherwise sufficiently definite (subdivision (3) of Section 2204) to be a contract is not made invalid by the...
• California Commercial Code Section 2312
  (1) Subject to subdivision (2) there is in a contract for sale a warranty by the seller that (a) The title conveyed shall be good,...
• California Commercial Code Section 2313
  (1) Express warranties by the seller are created as follows: (a) Any affirmation of fact or promise made by the seller to the buyer which...
• California Commercial Code Section 2314
  (1) Unless excluded or modified (Section 2316), a warranty that the goods shall be merchantable is implied in a contract for their sale if the...
• California Commercial Code Section 2315
  Where the seller at the time of contracting has reason to know any particular purpose for which the goods are required and that the buyer...
• California Commercial Code Section 2316
  (1) Words or conduct relevant to the creation of an express warranty and words or conduct tending to negate or limit warranty shall be construed...
• California Commercial Code Section 2317
  Warranties whether express or implied shall be construed as consistent with each other and as cumulative, but if such construction is unreasonable the intention of...
• California Commercial Code Section 2319
  (1) Unless otherwise agreed the term F.O.B. (which means "free on board") at a named place, even though used only in connection with the stated...
• California Commercial Code Section 2320
  (1) The term C.I.F. means that the price includes in a lump sum the cost of the goods and the insurance and freight to the...
• California Commercial Code Section 2321
  Under a contract containing a term C.I.F. or C. & F. (1) Where the price is based on or is to be adjusted according to...
• California Commercial Code Section 2322
  (1) Unless otherwise agreed a term for delivery of goods "ex-ship" (which means from the carrying vessel) or in equivalent language is not restricted to...
• California Commercial Code Section 2323
  (1) Where the contract contemplates overseas shipment and contains a term C.I.F. or C. & F. or F.O.B. vessel, the seller unless otherwise agreed must...
• California Commercial Code Section 2324
  Under a term "no arrival, no sale" or terms of like meaning, unless otherwise agreed, (a) The seller must properly ship conforming goods and if...
• California Commercial Code Section 2325
  (1) Failure of the buyer seasonably to furnish an agreed letter of credit is a breach of the contract for sale. (2) The delivery to...
• California Commercial Code Section 2326
  (1) Unless otherwise agreed, if delivered goods may be returned by the buyer even though they conform to the contract, the transaction is (a) A...
• California Commercial Code Section 2327
  (1) Under sale on approval unless otherwise agreed (a) Although the goods are identified to the contract the risk of loss and the title do...
• California Commercial Code Section 2328
  (1) In a sale by auction if goods are put up in lots each lot is the subject of a separate sale. (2) A sale...
• California Commercial Code Section 2401
  Each provision of this division with regard to the rights, obligations and remedies of the seller, the buyer, purchasers or other third parties applies irrespective...
• California Commercial Code Section 2402
  (1) Except as provided in subdivisions (2) and (3), rights of unsecured creditors of the seller with respect to goods which have been identified to...
• California Commercial Code Section 2403
  (1) A purchaser of goods acquires all title which his transferor had or had power to transfer except that a purchaser of a limited interest...
• California Commercial Code Section 2501
  (1) The buyer obtains a special property and an insurable interest in goods by identification of existing goods as goods to which the contract refers...
• California Commercial Code Section 2502
  (1) Subject to subdivisions (2) and (3), and even though the goods have not been shipped, a buyer who has paid a part or all...
• California Commercial Code Section 2503
  (1) Tender of delivery requires that the seller put and hold conforming goods at the buyer's disposition and give the buyer any notification reasonably necessary...
• California Commercial Code Section 2504
  Where the seller is required or authorized to send the goods to the buyer and the contract does not require him to deliver them at...
• California Commercial Code Section 2505
  (1) Where the seller has identified goods to the contract by or before shipment: (a) His procurement of a negotiable bill of lading to his...
• California Commercial Code Section 2506
  (1) A financing agency by paying or purchasing for value a draft which relates to a shipment of goods acquires to the extent of the...
• California Commercial Code Section 2507
  (1) Tender of delivery is a condition to the buyer's duty to accept the goods and, unless otherwise agreed, to his duty to pay for...
• California Commercial Code Section 2508
  (1) Where any tender or delivery by the seller is rejected because nonconforming and the time for performance has not yet expired, the seller may...
• California Commercial Code Section 2509
  (1) Where the contract requires or authorizes the seller to ship the goods by carrier (a) If it does not require him to deliver them...
• California Commercial Code Section 2510
  (1) Where a tender or delivery of goods so fails to conform to the contract as to give a right of rejection the risk of...
• California Commercial Code Section 2511
  (1) Unless otherwise agreed, tender of payment is a condition to the seller's duty to tender and complete any delivery. (2) Tender of payment is...
• California Commercial Code Section 2512
  (1) Where the contract requires payment before inspection nonconformity of the goods does not excuse the buyer from so making payment unless (a) the nonconformity...
• California Commercial Code Section 2513
  (1) Unless otherwise agreed and subject to subdivision (3), where goods are tendered or delivered or identified to the contract for sale, the buyer has...
• California Commercial Code Section 2514
  Unless otherwise agreed documents against which a draft is drawn are to be delivered to the drawee on acceptance of the draft if it is...
• California Commercial Code Section 2515
  In furtherance of the adjustment of any claim or dispute (a) Either party on reasonable notification to the other and for the purpose of ascertaining...
• California Commercial Code Section 2601
  Subject to the provisions of this division on breach in installment contracts (Section 2612) and unless otherwise agreed under the sections on contractual limitations of...
• California Commercial Code Section 2602
  (1) Rejection of goods must be within a reasonable time after their delivery or tender. It is ineffective unless the buyer seasonably notifies the seller....
• California Commercial Code Section 2603
  (1) Subject to any security interest in the buyer (subdivision (3) of Section 2711), when the seller has no agent or place of business at...
• California Commercial Code Section 2604
  Subject to the provisions of the immediately preceding section on perishables if the seller gives no instructions within a reasonable time after notification of rejection...
• California Commercial Code Section 2605
  (1) The buyer's failure to state in connection with rejection a particular defect which is ascertainable by reasonable inspection precludes him from relying on the...
• California Commercial Code Section 2606
  (1) Acceptance of goods occurs when the buyer (a) After a reasonable opportunity to inspect the goods signifies to the seller that the goods are...
• California Commercial Code Section 2607
  (1) The buyer must pay at the contract rate for any goods accepted. (2) Acceptance of goods by the buyer precludes rejection of the goods...
• California Commercial Code Section 2608
  (1) The buyer may revoke his acceptance of a lot or commercial unit whose nonconformity substantially impairs its value to him if he has accepted...
• California Commercial Code Section 2609
  (1) A contract for sale imposes an obligation on each party that the other's expectation of receiving due performance will not be impaired. When reasonable...
• California Commercial Code Section 2610
  When either party repudiates the contract with respect to a performance not yet due the loss of which will substantially impair the value of the...
• California Commercial Code Section 2611
  (1) Until the repudiating party's next performance is due he can retract his repudiation unless the aggrieved party has since the repudiation canceled or materially...
• California Commercial Code Section 2612
  (1) An "installment contract" is one which requires or authorizes the delivery of goods in separate lots to be separately accepted, even though the contract...
• California Commercial Code Section 2613
  Where the contract requires for its performance goods identified when the contract is made, and the goods suffer casualty without fault of either party before...
• California Commercial Code Section 2614
  (1) Where without fault of either party the agreed berthing, loading, or unloading facilities fail or an agreed type of carrier becomes unavailable or the...
• California Commercial Code Section 2615
  Except so far as a seller may have assumed a greater obligation and subject to the preceding section on substituted performance: (a) Delay in delivery...
• California Commercial Code Section 2616
  (1) Where the buyer receives notification of a material or indefinite delay or an allocation justified under the preceding section he may by written notification...
• California Commercial Code Section 2701
  Remedies for breach of any obligation or promise collateral or ancillary to a contract for sale are not impaired by the provisions of this division.
• California Commercial Code Section 2702
  (1) Where the seller discovers the buyer to be insolvent he may refuse delivery except for cash including payment for all goods theretofore delivered under...
• California Commercial Code Section 2703
  Where the buyer wrongfully rejects or revokes acceptance of goods or fails to make a payment due on or before delivery or repudiates with respect...
• California Commercial Code Section 2704
  (1) An aggrieved seller under the preceding section may (a) Identify to the contract conforming goods not already identified if at the time he learned...
• California Commercial Code Section 2705
  (1) The seller may stop delivery of goods in the possession of a carrier or other bailee when he discovers the buyer to be insolvent...
• California Commercial Code Section 2706
  (1) Under the conditions stated in Section 2703 on seller's remedies, the seller may resell the goods concerned or the undelivered balance thereof. Where the...
• California Commercial Code Section 2707
  (1) A "person in the position of a seller" includes as against a principal an agent who has paid or become responsible for the price...
• California Commercial Code Section 2708
  (1) Subject to subdivision (2) and to the provisions of this division with respect to proof of market price (Section 2723), the measure of damages...
• California Commercial Code Section 2709
  (1) When the buyer fails to pay the price as it becomes due the seller may recover, together with any incidental damages under the next...
• California Commercial Code Section 2710
  Incidental damages to an aggrieved seller include any commercially reasonable charges, expenses or commissions incurred in stopping delivery, in the transportation, care and custody of...
• California Commercial Code Section 2711
  (1) Where the seller fails to make delivery or repudiates or the buyer rightfully rejects or justifiably revokes acceptance then with respect to any goods...
• California Commercial Code Section 2712
  (1) After a breach within the preceding section the buyer may "cover" by making in good faith and without unreasonable delay any reasonable purchase of...
• California Commercial Code Section 2713
  (1) Subject to the provisions of this division with respect to proof of market price (Section 2723), the measure of damages for nondelivery or repudiation...
• California Commercial Code Section 2714
  (1) Where the buyer has accepted goods and given notification (subdivision (3) of Section 2607) he or she may recover, as damages for any nonconformity...
• California Commercial Code Section 2715
  (1) Incidental damages resulting from the seller's breach include expenses reasonably incurred in inspection, receipt, transportation and care and custody of goods rightfully rejected, any...
• California Commercial Code Section 2716
  (1) Specific performance may be decreed where the goods are unique or in other proper circumstances. (2) The decree for specific performance may include such...
• California Commercial Code Section 2717
  The buyer on notifying the seller of his intention to do so may deduct all or any part of the damages resulting from any breach...
• California Commercial Code Section 2718
  (1) Damages for breach by either party may be liquidated in the agreement subject to and in compliance with Section 1671 of the Civil Code....
• California Commercial Code Section 2719
  (1) Subject to the provisions of subdivisions (2) and (3) of this section and of the preceding section on liquidation and limitation of damages, (a)...
• California Commercial Code Section 2720
  Unless the contrary intention clearly appears, expressions of "cancellation" or "rescission" of the contract or the like shall not be construed as a renunciation or...
• California Commercial Code Section 2721
  Remedies for material misrepresentation or fraud include all remedies available under this division for nonfraudulent breach. Neither rescission or a claim for rescission of the...
• California Commercial Code Section 2722
  Where a third party so deals with goods which have been identified to a contract for sale as to cause actionable injury to a party...
• California Commercial Code Section 2723
  (1) If an action based on anticipatory repudiation comes to trial before the time for performance with respect to some or all of the goods,...
• California Commercial Code Section 2724
  Whenever the prevailing price or value of any goods regularly bought and sold in any established commodity market is in issue, reports in official publications...
• California Commercial Code Section 2725
  (1) An action for breach of any contract for sale must be commenced within four years after the cause of action has accrued. By the...
• California Commercial Code Section 2800
  As used in this chapter "goods" means goods used or bought for use primarily for personal, family or household purposes.
• California Commercial Code Section 2801
  In any retail sale of goods, if the manufacturer or seller of the goods issues a written warranty or guarantee as to the condition or...
• California Commercial Code Section 3101
  This division may be cited as Uniform Commercial Code--Negotiable Instruments.
• California Commercial Code Section 3102
  (a) This division applies to negotiable instruments. It does not apply to money, to payment orders governed by Division 11 (commencing with Section 11101), or...
• California Commercial Code Section 3103
  (a) In this division: (1) "Acceptor" means a drawee who has accepted a draft. (2) "Drawee" means a person ordered in a draft to make...
• California Commercial Code Section 3104
  (a) Except as provided in subdivisions (c) and (d), "negotiable instrument" means an unconditional promise or order to pay a fixed amount of money, with...
• California Commercial Code Section 3105
  (a) "Issue" means the first delivery of an instrument by the maker or drawer, whether to a holder or nonholder, for the purpose of giving...
• California Commercial Code Section 3106
  (a) Except as provided in this section, for the purposes of subdivision (a) of Section 3104, a promise or order is unconditional unless it states...
• California Commercial Code Section 3107
  Unless the instrument otherwise provides, an instrument that states the amount payable in foreign money may be paid in the foreign money or in an...
• California Commercial Code Section 3108
  (a) A promise or order is "payable on demand" if it (1) states that it is payable on demand or at sight, or otherwise indicates...
• California Commercial Code Section 3109
  (a) A promise or order is payable to bearer if it is any of the following: (1) States that it is payable to bearer or...
• California Commercial Code Section 3110
  (a) The person to whom an instrument is initially payable is determined by the intent of the person, whether or not authorized, signing as, or...
• California Commercial Code Section 3111
  Except as otherwise provided for items in Division 4 (commencing with Section 4101), an instrument is payable at the place of payment stated in the...
• California Commercial Code Section 3112
  (a) Unless otherwise provided in the instrument, (1) an instrument is not payable with interest, and (2) interest on an interest-bearing instrument is payable from...
• California Commercial Code Section 3113
  (a) An instrument may be antedated or postdated. The date stated determines the time of payment if the instrument is payable at a fixed period...
• California Commercial Code Section 3114
  If an instrument contains contradictory terms, typewritten terms prevail over printed terms, handwritten terms prevail over both, and words prevail over numbers.
• California Commercial Code Section 3115
  (a) "Incomplete instrument" means a signed writing, whether or not issued by the signer, the contents of which show at the time of signing that...
• California Commercial Code Section 3116
  (a) Except as otherwise provided in the instrument, two or more persons who have the same liability on an instrument as makers, drawers, acceptors, indorsers...
• California Commercial Code Section 3117
  Subject to applicable law regarding exclusion of proof of contemporaneous or previous agreements, the obligation of a party to an instrument to pay the instrument...
• California Commercial Code Section 3118
  (a) Except as provided in subdivision (e), an action to enforce the obligation of a party to pay a note payable at a definite time...
• California Commercial Code Section 3119
  In an action for breach of an obligation for which a third person is answerable over pursuant to this division or Division 4 (commencing with...
• California Commercial Code Section 3201
  (a) "Negotiation" means a transfer of possession, whether voluntary or involuntary, of an instrument by a person other than the issuer to a person who...
• California Commercial Code Section 3202
  (a) Negotiation is effective even if obtained (1) from an infant, a corporation exceeding its powers, or a person without capacity, (2) by fraud, duress,...
• California Commercial Code Section 3203
  (a) An instrument is transferred when it is delivered by a person other than its issuer for the purpose of giving to the person receiving...
• California Commercial Code Section 3204
  (a) "Indorsement" means a signature, other than that of a signer as maker, drawer, or acceptor, that alone or accompanied by other words is made...
• California Commercial Code Section 3205
  (a) If an indorsement is made by the holder of an instrument, whether payable to an identified person or payable to bearer, and the indorsement...
• California Commercial Code Section 3206
  (a) An indorsement limiting payment to a particular person or otherwise prohibiting further transfer or negotiation of the instrument is not effective to prevent further...
• California Commercial Code Section 3207
  Reacquisition of an instrument occurs if it is transferred to a former holder, by negotiation or otherwise. A former holder who reacquires the instrument may...
• California Commercial Code Section 3301
  "Person entitled to enforce" an instrument means (a) the holder of the instrument, (b) a nonholder in possession of the instrument who has the rights...
• California Commercial Code Section 3302
  (a) Subject to subdivision (c) and subdivision (d) of Section 3106, "holder in due course" means the holder of an instrument if both of the...
• California Commercial Code Section 3303
  (a) An instrument is issued or transferred for value if any of the following apply: (1) The instrument is issued or transferred for a promise...
• California Commercial Code Section 3304
  (a) An instrument payable on demand becomes overdue at the earliest of the following times: (1) On the day after the day demand for payment...
• California Commercial Code Section 3305
  (a) Except as stated in subdivision (b), the right to enforce the obligation of a party to pay an instrument is subject to all of...
• California Commercial Code Section 3306
  A person taking an instrument, other than a person having rights of a holder in due course, is subject to a claim of a property...
• California Commercial Code Section 3307
  (a) In this section: (1) "Fiduciary" means an agent, trustee, partner, corporate officer or director, limited liability company manager, or other representative owing a fiduciary...
• California Commercial Code Section 3308
  (a) In an action with respect to an instrument, the authenticity of, and authority to make, each signature on the instrument is admitted unless specifically...
• California Commercial Code Section 3309
  (a) A person not in possession of an instrument is entitled to enforce the instrument if (1) the person was in possession of the instrument...
• California Commercial Code Section 3310
  (a) Unless otherwise agreed, if a certified check, cashier's check, or teller's check is taken for an obligation, the obligation is discharged to the same...
• California Commercial Code Section 3311
  (a) If a person against whom a claim is asserted proves that (1) that person in good faith tendered an instrument to the claimant as...
• California Commercial Code Section 3312
  (a) In this section: (1) "Check" means a cashier's check, teller's check, or certified check. (2) "Claimant" means a person who claims the right to...
• California Commercial Code Section 3401
  (a) A person is not liable on an instrument unless (1) the person signed the instrument, or (2) the person is represented by an agent...
• California Commercial Code Section 3402
  (a) If a person acting, or purporting to act, as a representative signs an instrument by signing either the name of the represented person or...
• California Commercial Code Section 3403
  (a) Unless otherwise provided in this division or Division 4 (commencing with Section 4101), an unauthorized signature is ineffective except as the signature of the...
• California Commercial Code Section 3404
  (a) If an impostor, by use of the mails or otherwise, induces the issuer of an instrument to issue the instrument to the impostor, or...
• California Commercial Code Section 3405
  (a) In this section: (1) "Employee" includes an independent contractor and employee of an independent contractor retained by the employer. (2) "Fraudulent indorsement" means (A)...
• California Commercial Code Section 3406
  (a) A person whose failure to exercise ordinary care contributes to an alteration of an instrument or to the making of a forged signature on...
• California Commercial Code Section 3407
  (a) "Alteration" means (1) an unauthorized change in an instrument that purports to modify in any respect the obligation of a party, or (2) an...
• California Commercial Code Section 3408
  A check or other draft does not of itself operate as an assignment of funds in the hands of the drawee available for its payment,...
• California Commercial Code Section 3409
  (a) "Acceptance" means the drawee's signed agreement to pay a draft as presented. It shall be written on the draft and may consist of the...
• California Commercial Code Section 3410
  (a) If the terms of a drawee's acceptance vary from the terms of the draft as presented, the holder may refuse the acceptance and treat...
• California Commercial Code Section 3411
  (a) In this section, "obligated bank" means the acceptor of a certified check or the issuer of a cashier's check or teller's check bought from...
• California Commercial Code Section 3412
  The issuer of a note or cashier's check or other draft drawn on the drawer is obliged to pay the instrument (a) according to its...
• California Commercial Code Section 3413
  (a) The acceptor of a draft is obliged to pay the draft (1) according to its terms at the time it was accepted, even though...
• California Commercial Code Section 3414
  (a) This section does not apply to cashier's checks or other drafts drawn on the drawer. (b) If an unaccepted draft is dishonored, the drawer...
• California Commercial Code Section 3415
  (a) Subject to subdivisions (b), (c), and (d) and to subdivision (d) of Section 3419, if an instrument is dishonored, an indorser is obliged to...
• California Commercial Code Section 3416
  (a) A person who transfers an instrument for consideration warrants all of the following to the transferee and, if the transfer is by indorsement, to...
• California Commercial Code Section 3417
  (a) If an unaccepted draft is presented to the drawee for payment or acceptance and the drawee pays or accepts the draft, (i) the person...
• California Commercial Code Section 3418
  (a) Except as provided in subdivision (c), if the drawee of a draft pays or accepts the draft and the drawee acted on the mistaken...
• California Commercial Code Section 3419
  (a) If an instrument is issued for value given for the benefit of a party to the instrument ("accommodated party") and another party to the...
• California Commercial Code Section 3420
  (a) The law applicable to conversion of personal property applies to instruments. An instrument is also converted if it is taken by transfer, other than...
• California Commercial Code Section 3501
  (a) "Presentment" means a demand made by or on behalf of a person entitled to enforce an instrument (1) to pay the instrument made to...
• California Commercial Code Section 3502
  (a) Dishonor of a note is governed by the following rules: (1) If the note is payable on demand, the note is dishonored if presentment...
• California Commercial Code Section 3503
  (a) The obligation of an indorser stated in subdivision (a) of Section 3415 and the obligation of a drawer stated in subdivision (d) of Section...
• California Commercial Code Section 3504
  (a) Presentment for payment or acceptance of an instrument is excused if (1) the person entitled to present the instrument cannot with reasonable diligence make...
• California Commercial Code Section 3505
  (a) The following are admissible as evidence and create a presumption of dishonor and of any notice of dishonor stated: (1) A document regular in...
• California Commercial Code Section 3601
  (a) The obligation of a party to pay the instrument is discharged as stated in this division or by an act or agreement with the...
• California Commercial Code Section 3602
  (a) Subject to subdivision (b), an instrument is paid to the extent payment is made (1) by or on behalf of a party obliged to...
• California Commercial Code Section 3603
  (a) If tender of payment of an obligation to pay an instrument is made to a person entitled to enforce the instrument, the effect of...
• California Commercial Code Section 3604
  (a) A person entitled to enforce an instrument, with or without consideration, may discharge the obligation of a party to pay the instrument (1) by...
• California Commercial Code Section 3605
  (a) In this section, the term "indorser" includes a drawer having the obligation described in subdivision (d) of Section 3414. (b) Discharge, under Section 3604,...
• California Commercial Code Section 4101
  This division may be cited as Uniform Commercial Code--Bank Deposits and Collections.
• California Commercial Code Section 4102
  (a) To the extent that items within this division are also within Divisions 3 (commencing with Section 3101) and 8 (commencing with Section 8101), they...
• California Commercial Code Section 4103
  (a) The effect of the provisions of this division may be varied by agreement, but the parties to the agreement cannot disclaim a bank's responsibility...
• California Commercial Code Section 4104
  (a) In this division unless the context otherwise requires: (1) "Account" means any deposit or credit account with a bank, including a demand, time, savings,...
• California Commercial Code Section 4105
  In this division: (1) "Bank" means a person engaged in the business of banking, including a savings bank, savings and loan association, credit union, or...
• California Commercial Code Section 4106
  (a) If an item states that it is "payable through" a bank identified in the item, (1) the item designates the bank as a collecting...
• California Commercial Code Section 4107
  A branch or separate office of a bank is a separate bank for the purpose of computing the time within which and determining the place...
• California Commercial Code Section 4108
  (a) For the purpose of allowing time to process items, prove balances, and make the necessary entries on its books to determine its position for...
• California Commercial Code Section 4109
  (a) Unless otherwise instructed, a collecting bank in a good faith effort to secure payment of a specific item drawn on a payor other than...
• California Commercial Code Section 4110
  (a) "Agreement for electronic presentment" means an agreement, clearing house rule, or Federal Reserve regulation or operating circular, providing that presentment of an item may...
• California Commercial Code Section 4111
  An action to enforce an obligation, duty, or right arising under this division shall be commenced within three years after the cause of action accrues.
• California Commercial Code Section 4201
  (a) Unless a contrary intent clearly appears and before the time that a settlement given by a collecting bank for an item is or becomes...
• California Commercial Code Section 4202
  (a) A collecting bank shall exercise ordinary care in all of the following: (1) Presenting an item or sending it for presentment. (2) Sending notice...
• California Commercial Code Section 4203
  Subject to Division 3 (commencing with Section 3101) concerning conversion of instruments (Section 3420) and restrictive indorsements (Section 3206), only a collecting bank's transferor can...
• California Commercial Code Section 4204
  (a) A collecting bank shall send items by reasonably prompt method, taking into consideration relevant instructions, the nature of the item, the number of those...
• California Commercial Code Section 4205
  If a customer delivers an item to a depositary bank for collection both of the following apply: (a) The depositary bank becomes a holder of...
• California Commercial Code Section 4206
  Any agreed method that identifies the transferor bank is sufficient for the item's further transfer to another bank.
• California Commercial Code Section 4207
  (a) A customer or collecting bank that transfers an item and receives a settlement or other consideration warrants to the transferee and to any subsequent...
• California Commercial Code Section 4208
  (a) If an unaccepted draft is presented to the drawee for payment or acceptance and the drawee pays or accepts the draft, (i) the person...
• California Commercial Code Section 4209
  (a) A person who encodes information on or with respect to an item after issue warrants to any subsequent collecting bank and to the payor...
• California Commercial Code Section 4210
  (a) A collecting bank has a security interest in an item and any accompanying documents or the proceeds of either: (1) In case of an...
• California Commercial Code Section 4211
  For purposes of determining its status as a holder in due course, a bank has given value to the extent it has a security interest...
• California Commercial Code Section 4212
  (a) Unless otherwise instructed, a collecting bank may present an item not payable by, through, or at a bank by sending to the party to...
• California Commercial Code Section 4213
  (a) With respect to settlement by a bank, the medium and time of settlement may be prescribed by Federal Reserve regulations or circulars, clearing house...
• California Commercial Code Section 4214
  (a) If a collecting bank has made provisional settlement with its customer for an item and fails by reason of dishonor, suspension of payments by...
• California Commercial Code Section 4215
  (a) An item is finally paid by a payor bank when the bank has first done any of the following: (1) Paid the item in...
• California Commercial Code Section 4216
  (a) If an item is in or comes into the possession of a payor or collecting bank that suspends payment and the item has not...
• California Commercial Code Section 4301
  (a) If a payor bank settles for a demand item other than a documentary draft presented otherwise than for immediate payment over the counter before...
• California Commercial Code Section 4302
  (a) If an item is presented to and received by a payor bank, the bank is accountable for the amount of either: (1) A demand...
• California Commercial Code Section 4303
  (a) Any knowledge, notice, or stop-payment order received by, legal process served upon, or setoff exercised by a payor bank comes too late to terminate,...
• California Commercial Code Section 4401
  (a) A bank may charge against the account of a customer an item that is properly payable from that account even though the charge creates...
• California Commercial Code Section 4402
  (a) Except as otherwise provided in this division, a payor bank wrongfully dishonors an item if it dishonors an item that is properly payable, but...
• California Commercial Code Section 4403
  (a) A customer or any person authorized to draw on the account if there is more than one person may stop payment of any item...
• California Commercial Code Section 4404
  A bank is under no obligation to a customer having a checking account to pay a check, other than a certified check, which is presented...
• California Commercial Code Section 4405
  (a) A payor or collecting bank's authority to accept, pay, or collect an item or to account for proceeds of its collection, if otherwise effective,...
• California Commercial Code Section 4406
  (a) A bank that sends or makes available to a customer a statement of account showing payment of items for the account shall either return...
• California Commercial Code Section 4406
  (a) A bank that sends or makes available to a customer a statement of account showing payment of items for the account shall either return...
• California Commercial Code Section 4407
  If a payor bank has paid an item over the order of the drawer or maker to stop payment, or after an account has been...
• California Commercial Code Section 4501
  A bank that takes a documentary draft for collection shall present or send the draft and accompanying documents for presentment and, upon learning that the...
• California Commercial Code Section 4502
  If a draft or the relevant instructions require presentment "on arrival," "when goods arrive" or the like, the collecting bank need not present until in...
• California Commercial Code Section 4503
  Unless otherwise instructed and except as provided in Division 5 (commencing with Section 5101), a bank presenting a documentary draft: (a) Shall deliver the documents...
• California Commercial Code Section 4504
  (a) A presenting bank that, following the dishonor of a documentary draft, has seasonably requested instructions but does not receive them within a reasonable time...
• California Commercial Code Section 5101
  This division may be cited as Uniform Commercial Code--Letters of Credit.
• California Commercial Code Section 5102
  (a) In this division: (1) "Adviser" means a person who, at the request of the issuer, a confirmer, or another adviser, notifies or requests another...
• California Commercial Code Section 5103
  (a) This division applies to letters of credit and to certain rights and obligations arising out of transactions involving letters of credit. (b) The statement...
• California Commercial Code Section 5104
  A letter of credit, confirmation, advice, transfer, amendment, or cancellation may be issued in any form that is a record and is authenticated (i) by...
• California Commercial Code Section 5105
  Consideration is not required to issue, amend, transfer, or cancel a letter of credit, advice, or confirmation.
• California Commercial Code Section 5106
  (a) A letter of credit is issued and becomes enforceable according to its terms against the issuer when the issuer sends or otherwise transmits it...
• California Commercial Code Section 5107
  (a) A confirmer is directly obligated on a letter of credit and has the rights and obligations of an issuer to the extent of its...
• California Commercial Code Section 5108
  (a) Except as otherwise provided in Section 5109, an issuer shall honor a presentation that, as determined by the standard practice referred to in subdivision...
• California Commercial Code Section 5109
  (a) If a presentation is made that appears on its face strictly to comply with the terms and conditions of the letter of credit, but...
• California Commercial Code Section 5110
  (a) If its presentation is honored, the beneficiary warrants: (1) to the issuer, any other person to whom presentation is made, and the applicant that...
• California Commercial Code Section 5111
  (a) If an issuer wrongfully dishonors or repudiates its obligation to pay money under a letter of credit before presentation, the beneficiary, successor, or nominated...
• California Commercial Code Section 5112
  (a) Except as otherwise provided in Section 5113, unless a letter of credit provides that it is transferable, the right of a beneficiary to draw...
• California Commercial Code Section 5113
  (a) A successor of a beneficiary may consent to amendments, sign and present documents, and receive payment or other items of value in the name...
• California Commercial Code Section 5114
  (a) In this section, "proceeds of a letter of credit" means the cash, check, accepted draft, or other item of value paid or delivered upon...
• California Commercial Code Section 5115
  An action to enforce a right or obligation arising under this article must be commenced within one year after the expiration date of the relevant...
• California Commercial Code Section 5116
  (a) The liability of an issuer, nominated person, or adviser for action or omission is governed by the law of the jurisdiction chosen by an...
• California Commercial Code Section 5117
  (a) An issuer that honors a beneficiary's presentation is subrogated to the rights of the beneficiary to the same extent as if the issuer were...
• California Commercial Code Section 5118
  (a) An issuer or nominated person has a security interest in a document presented under a letter of credit to the extent that the issuer...
• California Commercial Code Section 6101
  This division shall be known and may be cited as Uniform Commercial Code--Bulk Sales.
• California Commercial Code Section 6102
  (a) In this division, unless the context otherwise requires: (1) "Assets" means the inventory and equipment that is the subject of a bulk sale and...
• California Commercial Code Section 6103
  (a) Except as otherwise provided in subdivision (c), this division applies to a bulk sale if both of the following are satisfied: (1) The seller's...
• California Commercial Code Section 6104
  In a bulk sale as defined in subparagraph (ii) of paragraph (3) of subdivision (a) of Section 6102 the buyer shall do each of the...
• California Commercial Code Section 6105
  In order to comply with subdivision (b) of Section 6104 each of the following shall be satisfied: (a) The notice shall comply with each of...
• California Commercial Code Section 6106.2
  (a) This section applies only to a bulk sale where the consideration is two million dollars ($2,000,000) or less and is substantially all cash or...
• California Commercial Code Section 6106.4
  In any case where the notice of a bulk sale subject to Section 6106.2 states that claims may be filed with an escrow agent, the...
• California Commercial Code Section 6107
  (a) Except as provided in subdivision (c), and subject to the limitation in subdivision (d), a buyer who fails to comply with the requirements of...
• California Commercial Code Section 6108
  (a) Sections 6104, 6105, and 6107 apply to a bulk sale by auction and a bulk sale conducted by a liquidator on the seller's behalf...
• California Commercial Code Section 6110
  (a) Except as provided in subdivision (b), an action under this division against a buyer, auctioneer, or liquidator shall be commenced within one year after...
• California Commercial Code Section 6111
  (a) Except to the extent provided in subdivision (b), this division shall apply to a bulk sale if the date of the bulk sale is...
• California Commercial Code Section 7101
  This division may be cited as the Uniform Commercial Code--Documents of Title.
• California Commercial Code Section 7102
  (a) In this division, unless the context otherwise requires: (1) "Bailee" means a person that by a warehouse receipt, bill of lading, or other document...
• California Commercial Code Section 7103
  (a) This division is subject to any treaty or statute of the United States or regulatory statute of this state to the extent the treaty,...
• California Commercial Code Section 7104
  (a) Except as otherwise provided in subdivision (c), a document of title is negotiable if by its terms the goods are to be delivered to...
• California Commercial Code Section 7105
  (a) Upon request of a person entitled under an electronic document of title, the issuer of the electronic document may issue a tangible document of...
• California Commercial Code Section 7106
  (a) A person has control of an electronic document of title if a system employed for evidencing the transfer of interests in the electronic document...
• California Commercial Code Section 7201
  (a) A warehouse receipt may be issued by any warehouse. (b) If goods, including distilled spirits and agricultural commodities, are stored under a statute requiring...
• California Commercial Code Section 7202
  (a) A warehouse receipt need not be in any particular form. (b) Unless a warehouse receipt provides for each of the following, the warehouse is...
• California Commercial Code Section 7203
  A party to or purchaser for value in good faith of a document of title, other than a bill of lading, that relies upon the...
• California Commercial Code Section 7204
  (a) A warehouse is liable for damages for loss of or injury to the goods caused by its failure to exercise care with regard to...
• California Commercial Code Section 7205
  A buyer in ordinary course of business of fungible goods sold and delivered by a warehouse that is also in the business of buying and...
• California Commercial Code Section 7206
  (a) A warehouse, by giving notice to the person on whose account the goods are held and any other person known to claim an interest...
• California Commercial Code Section 7207
  (a) Unless the warehouse receipt provides otherwise, a warehouse shall keep separate the goods covered by each receipt so as to permit at all times...
• California Commercial Code Section 7208
  If a blank in a negotiable tangible warehouse receipt has been filled in without authority, a good-faith purchaser for value and without notice of the...
• California Commercial Code Section 7209
  (a) A warehouse has a lien against the bailor on the goods covered by a warehouse receipt or storage agreement or on the proceeds thereof...
• California Commercial Code Section 7210
  (a) Except as otherwise provided in subdivision (b), a warehouse's lien may be enforced by public or private sale of the goods, in bulk or...
• California Commercial Code Section 7301
  (a) A consignee of a nonnegotiable bill of lading which has given value in good faith, or a holder to which a negotiable bill has...
• California Commercial Code Section 7302
  (a) The issuer of a through bill of lading, or other document of title embodying an undertaking to be performed in part by a person...
• California Commercial Code Section 7303
  (a) Unless the bill of lading otherwise provides, a carrier may deliver the goods to a person or destination other than that stated in the...
• California Commercial Code Section 7304
  (a) Except as customary in international transportation, a tangible bill of lading may not be issued in a set of parts. The issuer is liable...
• California Commercial Code Section 7305
  (a) Instead of issuing a bill of lading to the consignor at the place of shipment, a carrier, at the request of the consignor, may...
• California Commercial Code Section 7306
  An unauthorized alteration or filling in of a blank in a bill of lading leaves the bill enforceable according to its original tenor.
• California Commercial Code Section 7307
  (a) A carrier has a lien on the goods covered by a bill of lading or on the proceeds thereof in its possession for charges...
• California Commercial Code Section 7308
  (a) A carrier's lien on goods may be enforced by public or private sale of the goods, in bulk or in packages, at any time...
• California Commercial Code Section 7309
  (a) A carrier that issues a bill of lading, whether negotiable or nonnegotiable, shall exercise the degree of care in relation to the goods which...
• California Commercial Code Section 7401
  The obligations imposed by this division on an issuer apply to a document of title even if: (1) the document does not comply with the...
• California Commercial Code Section 7402
  A duplicate or any other document of title purporting to cover goods already represented by an outstanding document of the same issuer does not confer...
• California Commercial Code Section 7403
  (a) A bailee shall deliver the goods to a person entitled under a document of title if the person complies with subdivisions (b) and (c),...
• California Commercial Code Section 7404
  A bailee that in good faith has received goods and delivered or otherwise disposed of the goods according to the terms of a document of...
• California Commercial Code Section 7501
  (a) The following rules apply to a negotiable tangible document of title: (1) If the document's original terms run to the order of a named...
• California Commercial Code Section 7502
  (a) Subject to Sections 7205 and 7503, a holder to which a negotiable document of title has been duly negotiated acquires thereby: (1) title to...
• California Commercial Code Section 7503
  (a) A document of title confers no right in goods against a person that before issuance of the document had a legal interest or a...
• California Commercial Code Section 7504
  (a) A transferee of a document of title, whether negotiable or nonnegotiable, to which the document has been delivered but not duly negotiated, acquires the...
• California Commercial Code Section 7505
  The indorsement of a tangible document of title issued by a bailee does not make the indorser liable for any default by the bailee or...
• California Commercial Code Section 7506
  The transferee of a negotiable tangible document of title has a specifically enforceable right to have its transferor supply any necessary indorsement, but the transfer...
• California Commercial Code Section 7507
  If a person negotiates or delivers a document of title for value, otherwise than as a mere intermediary under Section 7508, unless otherwise agreed, the...
• California Commercial Code Section 7508
  A collecting bank or other intermediary known to be entrusted with documents of title on behalf of another or with collection of a draft or...
• California Commercial Code Section 7509
  Whether a document of title is adequate to fulfill the obligations of a contract for sale, a contract for lease, or the conditions of a...
• California Commercial Code Section 7601
  (a) If a document of title is lost, stolen, or destroyed, a court may order delivery of the goods or issuance of a substitute document...
• California Commercial Code Section 7602
  Unless a document of title was originally issued upon delivery of the goods by a person that did not have power to dispose of them,...
• California Commercial Code Section 7603
  If more than one person claims title to or possession of the goods, the bailee is excused from delivery until the bailee has a reasonable...
• California Commercial Code Section 8101
  This division may be cited as Uniform Commercial Code--Investment Securities.
• California Commercial Code Section 8102
  (a) In this division: (1) "Adverse claim" means a claim that a claimant has a property interest in a financial asset and that it is...
• California Commercial Code Section 8103
  (a) A share or similar equity interest issued by a corporation, business trust, joint stock company, or similar entity is a security. (b) An "investment...
• California Commercial Code Section 8104
  (a) A person acquires a security or an interest therein, under this division, if either of the following applies: (1) The person is a purchaser...
• California Commercial Code Section 8105
  (a) A person has notice of an adverse claim if any of the following applies: (1) The person knows of the adverse claim. (2) The...
• California Commercial Code Section 8106
  (a) A purchaser has "control" of a certificated security in bearer form if the certificated security is delivered to the purchaser. (b) A purchaser has...
• California Commercial Code Section 8107
  (a) "Appropriate person" means any of the following: (1) With respect to an endorsement, the person specified by a security certificate or by an effective...
• California Commercial Code Section 8108
  (a) A person who transfers a certificated security to a purchaser for value warrants to the purchaser, and an endorser, if the transfer is by...
• California Commercial Code Section 8109
  (a) A person who originates an entitlement order to a securities intermediary warrants all of the following to the securities intermediary: (1) The entitlement order...
• California Commercial Code Section 8110
  (a) The local law of the issuer's jurisdiction, as specified in subdivision (d), governs the following: (1) The validity of a security. (2) The rights...
• California Commercial Code Section 8111
  A rule adopted by a clearing corporation governing rights and obligations among the clearing corporation and its participants in the clearing corporation is effective even...
• California Commercial Code Section 8112
  (a) The interest of a debtor in a certificated security may be reached by a creditor only by actual seizure of the security certificate by...
• California Commercial Code Section 8113
  A contract or modification of a contract for the sale or purchase of a security is enforceable whether or not there is a writing signed...
• California Commercial Code Section 8114
  The following rules apply in an action on a certificated security against the issuer: (a) Unless specifically denied in the pleadings, each signature on a...
• California Commercial Code Section 8115
  A securities intermediary that has transferred a financial asset pursuant to an effective entitlement order, or a broker or other agent or bailee that has...
• California Commercial Code Section 8116
  A securities intermediary that receives a financial asset and establishes a security entitlement to the financial asset in favor of an entitlement holder is a...
• California Commercial Code Section 8201
  (a) With respect to an obligation on or a defense to a security, an "issuer" includes a person that does any of the following: (1)...
• California Commercial Code Section 8202
  (a) Even against a purchaser for value and without notice, the terms of a certificated security include terms stated on the certificate and terms made...
• California Commercial Code Section 8203
  After an act or event, other than a call that has been revoked, creating a right to immediate performance of the principal obligation represented by...
• California Commercial Code Section 8204
  A restriction on transfer of a security imposed by the issuer, even if otherwise lawful, is ineffective against a person without knowledge of the restriction...
• California Commercial Code Section 8205
  An unauthorized signature placed on a security certificate before or in the course of issue is ineffective, but the signature is effective in favor of...
• California Commercial Code Section 8206
  (a) If a security certificate contains the signatures necessary to its issue or transfer but is incomplete in any other respect, the following apply: (1)...
• California Commercial Code Section 8207
  (a) Before due presentment for registration of transfer of a certificated security in registered form or of an instruction requesting registration of transfer of an...
• California Commercial Code Section 8208
  (a) A person signing a security certificate as authenticating trustee, registrar, transfer agent, or the like, warrants all of the following to a purchaser for...
• California Commercial Code Section 8209
  A lien in favor of an issuer upon a certificated security is valid against a purchaser only if the right of the issuer to the...
• California Commercial Code Section 8210
  (a) In this section, "overissue" means the issue of securities in excess of the amount the issuer has corporate power to issue, but an overissue...
• California Commercial Code Section 8301
  (a) Delivery of a certificated security to a purchaser occurs when any of the following occur: (1) The purchaser acquires possession of the security certificate....
• California Commercial Code Section 8302
  (a) Except as otherwise provided in subdivisions (b) and (c), a purchaser of a certificated or uncertificated security acquires all rights in the security that...
• California Commercial Code Section 8303
  (a) "Protected purchaser" means a purchaser of a certificated or uncertificated security, or of an interest therein, who does all of the following: (1) Gives...
• California Commercial Code Section 8304
  (a) An endorsement may be in blank or special. An endorsement in blank includes an endorsement to bearer. A special endorsement specifies to whom a...
• California Commercial Code Section 8305
  (a) If an instruction has been originated by an appropriate person but is incomplete in any other respect, any person may complete it as authorized...
• California Commercial Code Section 8306
  (a) A person who guarantees a signature of an endorser of a security certificate warrants that at the time of signing all of the following...
• California Commercial Code Section 8307
  Unless otherwise agreed, the transferor of a security on due demand shall supply the purchaser with proof of authority to transfer or with any other...
• California Commercial Code Section 8401
  (a) If a certificated security in registered form is presented to an issuer with a request to register transfer or an instruction is presented to...
• California Commercial Code Section 8402
  (a) An issuer may require the following assurance that each necessary endorsement or each instruction is genuine and authorized: (1) In all cases, a guaranty...
• California Commercial Code Section 8403
  (a) A person who is an appropriate person to make an endorsement or originate an instruction may demand that the issuer not register transfer of...
• California Commercial Code Section 8404
  (a) Except as otherwise provided in Section 8406, an issuer is liable for wrongful registration of transfer if the issuer has registered a transfer of...
• California Commercial Code Section 8405
  (a) If an owner of a certificated security, whether in registered or bearer form, claims that the certificate has been lost, destroyed, or wrongfully taken,...
• California Commercial Code Section 8406
  If a security certificate has been lost, apparently destroyed, or wrongfully taken, and the owner fails to notify the issuer of that fact within a...
• California Commercial Code Section 8407
  A person acting as authenticating trustee, transfer agent, registrar, or other agent for an issuer in the registration of a transfer of its securities, in...
• California Commercial Code Section 8501
  (a) "Securities account" means an account to which a financial asset is or may be credited in accordance with an agreement under which the person...
• California Commercial Code Section 8502
  An action based on an adverse claim to a financial asset, whether framed in conversion, replevin, constructive trust, equitable lien, or other theory, may not...
• California Commercial Code Section 8503
  (a) To the extent necessary for a securities intermediary to satisfy all security entitlements with respect to a particular financial asset, all interests in that...
• California Commercial Code Section 8504
  (a) A securities intermediary shall promptly obtain and thereafter maintain a financial asset in a quantity corresponding to the aggregate of all security entitlements it...
• California Commercial Code Section 8505
  (a) A securities intermediary shall take action to obtain a payment or distribution made by the issuer of a financial asset. A securities intermediary satisfies...
• California Commercial Code Section 8506
  A securities intermediary shall exercise rights with respect to a financial asset if directed to do so by an entitlement holder. A securities intermediary satisfies...
• California Commercial Code Section 8507
  (a) A securities intermediary shall comply with an entitlement order if the entitlement order is originated by the appropriate person, the securities intermediary has had...
• California Commercial Code Section 8508
  A securities intermediary shall act at the direction of an entitlement holder to change a security entitlement into another available form of holding for which...
• California Commercial Code Section 8509
  (a) If the substance of a duty imposed upon a securities intermediary by Sections 8504 to 8508, inclusive, is the subject of a federal statute,...
• California Commercial Code Section 8510
  (a) In a case not covered by the priority rules in Division 9 (commencing with Section 9101) or the rules stated in subdivision (c), an...
• California Commercial Code Section 8511
  (a) Except as otherwise provided in subdivisions (b) and (c), if a securities intermediary does not have sufficient interests in a particular financial asset to...
• California Commercial Code Section 8601
  This division becomes operative January 1, 1997.
• California Commercial Code Section 8603
  (a) This division does not affect an action or proceeding commenced before this division becomes operative. (b) If a security interest in a security is...
• California Commercial Code Section 9101
  This division may be cited as the Uniform Commercial Code-Secured Transactions.
• California Commercial Code Section 9102
  (a) In this division: (1) "Accession" means goods that are physically united with other goods in such a manner that the identity of the original...
• California Commercial Code Section 9103
  (a) In this section: (1) "Purchase money collateral" means goods or software that secures a purchase money obligation incurred with respect to that collateral. (2)...
• California Commercial Code Section 9104
  (a) A secured party has control of a deposit account if any of the following conditions is satisfied: (1) The secured party is the bank...
• California Commercial Code Section 9105
  A secured party has control of electronic chattel paper if the record or records comprising the chattel paper are created, stored, and assigned in such...
• California Commercial Code Section 9106
  (a) A person has control of a certificated security, uncertificated security, or security entitlement as provided in Section 8106. (b) A secured party has control...
• California Commercial Code Section 9107
  A secured party has control of a letter-of-credit right to the extent of any right to payment or performance by the issuer or any nominated...
• California Commercial Code Section 9108
  (a) Except as otherwise provided in subdivisions (c), (d), and (e), a description of personal or real property is sufficient, whether or not it is...
• California Commercial Code Section 9109
  (a) Except as otherwise provided in subdivisions (c) and (d), this division applies to each of the following: (1) A transaction, regardless of its form,...
• California Commercial Code Section 9110
  A security interest arising under Section 2401 or 2505, or under subdivision (3) of Section 2711, or subdivision (e) of Section 10508 is subject to...
• California Commercial Code Section 9201
  (a) Except as otherwise provided in this code, a security agreement is effective according to its terms between the parties, against purchasers of the collateral,...
• California Commercial Code Section 9202
  Except as otherwise provided with respect to consignments or sales of accounts, chattel paper, payment intangibles, or promissory notes, the provisions of this article with...
• California Commercial Code Section 9203
  (a) A security interest attaches to collateral when it becomes enforceable against the debtor with respect to the collateral, unless an agreement expressly postpones the...
• California Commercial Code Section 9204
  (a) Except as otherwise provided in subdivision (b), a security agreement may create or provide for a security interest in after-acquired collateral. (b) A security...
• California Commercial Code Section 9205
  (a) A security interest is not invalid or fraudulent against creditors solely because either of the following applies: (1) The debtor has the right or...
• California Commercial Code Section 9206
  (a) A security interest in favor of a securities intermediary attaches to a person's security entitlement if both of the following conditions are satisfied: (1)...
• California Commercial Code Section 9207
  (a) Except as otherwise provided in subdivision (d), a secured party shall use reasonable care in the custody and preservation of collateral in the secured...
• California Commercial Code Section 9208
  (a) This section applies to cases in which there is no outstanding secured obligation and the secured party is not committed to make advances, incur...
• California Commercial Code Section 9209
  (a) Except as otherwise provided in subdivision (c), this section applies if both of the following conditions are satisfied: (1) There is no outstanding secured...
• California Commercial Code Section 9210
  (a) In this section: (1) "Request" means a record of a type described in paragraph (2), (3), or (4). (2) "Request for an accounting" means...
• California Commercial Code Section 9301
  Except as otherwise provided in Sections 9303 to 9306, inclusive, the following rules determine the law governing perfection, the effect of perfection or nonperfection, and...
• California Commercial Code Section 9302
  While farm products are located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority...
• California Commercial Code Section 9303
  (a) This section applies to goods covered by a certificate of title, even if there is no other relationship between the jurisdiction under whose certificate...
• California Commercial Code Section 9304
  (a) The local law of a bank's jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a...
• California Commercial Code Section 9305
  (a) Except as otherwise provided in subdivision (c), the following rules apply: (1) While a security certificate is located in a jurisdiction, the local law...
• California Commercial Code Section 9306
  (a) Subject to subdivision (c), the local law of the issuer's jurisdiction or a nominated person's jurisdiction governs perfection, the effect of perfection or nonperfection,...
• California Commercial Code Section 9307
  (a) In this section, "place of business" means a place where a debtor conducts its affairs. (b) Except as otherwise provided in this section, the...
• California Commercial Code Section 9308
  (a) Except as otherwise provided in this section and in Section 9309, a security interest is perfected if it has attached and all of the...
• California Commercial Code Section 9309
  The following security interests are perfected when they attach: (1) A purchase money security interest in consumer goods, except as otherwise provided in subdivision (b)...
• California Commercial Code Section 9310
  (a) Except as otherwise provided in subdivision (b) and in subdivision (b) of Section 9312, a financing statement must be filed to perfect all security...
• California Commercial Code Section 9311
  (a) Except as otherwise provided in subdivision (d), the filing of a financing statement is not necessary or effective to perfect a security interest in...
• California Commercial Code Section 9312
  (a) A security interest in chattel paper, negotiable documents, instruments, or investment property may be perfected by filing. (b) Except as otherwise provided in subdivisions...
• California Commercial Code Section 9313
  (a) Except as otherwise provided in subdivision (b), a secured party may perfect a security interest in tangible negotiable documents, goods, instruments, money, or tangible...
• California Commercial Code Section 9314
  (a) A security interest in investment property, deposit accounts, letter-of-credit rights, electronic chattel paper, or electronic documents may be perfected by control of the collateral...
• California Commercial Code Section 9315
  (a) Except as otherwise provided in this division and in subdivision (2) of Section 2403, both of the following apply: (1) A security interest or...
• California Commercial Code Section 9316
  (a) A security interest perfected pursuant to the law of the jurisdiction designated in subdivision (1) of Section 9301 or in subdivision (c) of Section...
• California Commercial Code Section 9317
  (a) A security interest or agricultural lien is subordinate to the rights of both of the following: (1) A person entitled to priority under Section...
• California Commercial Code Section 9318
  (a) A debtor that has sold an account, chattel paper, payment intangible, or promissory note does not retain a legal or equitable interest in the...
• California Commercial Code Section 9319
  (a) Except as otherwise provided in subdivision (b), for purposes of determining the rights of creditors of, and purchasers for value of goods from, a...
• California Commercial Code Section 9320
  (a) Except as otherwise provided in subdivision (e), a buyer in ordinary course of business takes free of a security interest created by the buyer's...
• California Commercial Code Section 9321
  (a) In this section, "licensee in ordinary course of business" means a person that becomes a licensee of a general intangible in good faith, without...
• California Commercial Code Section 9321
  (a) A lessee in ordinary course of business takes its leasehold interest free of a security interest in the goods created by the lessor, even...
• California Commercial Code Section 9322
  (a) Except as otherwise provided in this section, priority among conflicting security interests and agricultural liens in the same collateral is determined according to the...
• California Commercial Code Section 9323
  (a) Except as otherwise provided in subdivision (c), for purposes of determining the priority of a perfected security interest under paragraph (1) of subdivision (a)...
• California Commercial Code Section 9324
  (a) Except as otherwise provided in subdivision (g), a perfected purchase money security interest in goods other than inventory or livestock has priority over a...
• California Commercial Code Section 9325
  (a) Except as otherwise provided in subdivision (b), a security interest created by a debtor is subordinate to a security interest in the same collateral...
• California Commercial Code Section 9326
  (a) Subject to subdivision (b), a security interest created by a new debtor which is perfected by a filed financing statement that is effective solely...
• California Commercial Code Section 9327
  The following rules govern priority among conflicting security interests in the same deposit account: (1) A security interest held by a secured party having control...
• California Commercial Code Section 9328
  The following rules govern priority among conflicting security interests in the same investment property: (1) A security interest held by a secured party having control...
• California Commercial Code Section 9329
  The following rules govern priority among conflicting security interests in the same letter-of-credit right: (1) A security interest held by a secured party having control...
• California Commercial Code Section 9330
  (a) A purchaser of chattel paper has priority over a security interest in the chattel paper which is claimed merely as proceeds of inventory subject...
• California Commercial Code Section 9331
  (a) This division does not limit the rights of a holder in due course of a negotiable instrument, a holder to which a negotiable document...
• California Commercial Code Section 9332
  (a) A transferee of money takes the money free of a security interest unless the transferee acts in collusion with the debtor in violating the...
• California Commercial Code Section 9333
  (a) In this section, "possessory lien" means an interest, other than a security interest or an agricultural lien which satisfies all of the following conditions:...
• California Commercial Code Section 9334
  (a) A security interest under this division may be created in goods that are fixtures or may continue in goods that become fixtures. A security...
• California Commercial Code Section 9335
  (a) A security interest may be created in an accession and continues in collateral that becomes an accession. (b) If a security interest is perfected...
• California Commercial Code Section 9336
  (a) In this section, "commingled goods" means goods that are physically united with other goods in such a manner that their identity is lost in...
• California Commercial Code Section 9337
  If, while a security interest in goods is perfected by any method under the law of another jurisdiction, this state issues a certificate of title...
• California Commercial Code Section 9338
  If a security interest or agricultural lien is perfected by a filed financing statement providing information described in paragraph (5) of subdivision (b) of Section...
• California Commercial Code Section 9339
  This division does not preclude subordination by agreement by a person entitled to priority.
• California Commercial Code Section 9340
  (a) Except as otherwise provided in subdivision (c), a bank with which a deposit account is maintained may exercise any right of recoupment or setoff...
• California Commercial Code Section 9341
  Except as otherwise provided in subdivision (c) of Section 9340, and unless the bank otherwise agrees in an authenticated record, a bank's rights and duties...
• California Commercial Code Section 9342
  This division does not require a bank to enter into an agreement of the kind described in paragraph (2) of subdivision (a) of Section 9104,...
• California Commercial Code Section 9401
  (a) Except as otherwise provided in subdivision (b) and in Sections 9406, 9407, 9408, and 9409, whether a debtor's rights in collateral may be voluntarily...
• California Commercial Code Section 9402
  The existence of a security interest, agricultural lien, or authority given to a debtor to dispose of or use collateral, without more, does not subject...
• California Commercial Code Section 9403
  (a) In this section, "value" has the meaning provided in subdivision (a) of Section 3303. (b) Except as otherwise provided in this section, an agreement...
• California Commercial Code Section 9404
  (a) Unless an account debtor has made an enforceable agreement not to assert defenses or claims, and subject to subdivisions (b) to (e), inclusive, the...
• California Commercial Code Section 9405
  (a) A modification of or substitution for an assigned contract is effective against an assignee if made in good faith. The assignee acquires corresponding rights...
• California Commercial Code Section 9406
  (a) Subject to subdivisions (b) to (i), inclusive, an account debtor on an account, chattel paper, or a payment intangible may discharge its obligation by...
• California Commercial Code Section 9407
  (a) Except as otherwise provided in subdivision (b), a term in a lease agreement is ineffective to the extent that it does either of the...
• California Commercial Code Section 9408
  (a) Except as otherwise provided in subdivision (b), a term in a promissory note or in an agreement between an account debtor and a debtor...
• California Commercial Code Section 9409
  (a) A term in a letter of credit or a rule of law, statute, regulation, custom, or practice applicable to the letter of credit which...
• California Commercial Code Section 9501
  (a) Except as otherwise provided in subdivision (b), if the local law of this state governs perfection of a security interest or agricultural lien, the...
• California Commercial Code Section 9502
  (a) Subject to subdivision (b), a financing statement is sufficient only if it satisfies all of the following conditions: (1) It provides the name of...
• California Commercial Code Section 9503
  (a) A financing statement sufficiently provides the name of the debtor only if it does so in accordance with the following rules: (1) If the...
• California Commercial Code Section 9504
  A financing statement sufficiently indicates the collateral that it covers if the financing statement provides either of the following: (1) A description of the collateral...
• California Commercial Code Section 9505
  (a) A consignor, lessor, or other bailor of goods, a licensor, or a buyer of a payment intangible or promissory note may file a financing...
• California Commercial Code Section 9506
  (a) A financing statement substantially satisfying the requirements of this part is effective, even if it has minor errors or omissions, unless the errors or...
• California Commercial Code Section 9507
  (a) A filed financing statement remains effective with respect to collateral that is sold, exchanged, leased, licensed, or otherwise disposed of and in which a...
• California Commercial Code Section 9508
  (a) Except as otherwise provided in this section, a filed financing statement naming an original debtor is effective to perfect a security interest in collateral...
• California Commercial Code Section 9509
  (a) A person may file an initial financing statement, an amendment that adds collateral covered by a financing statement, or an amendment that adds a...
• California Commercial Code Section 9510
  (a) A filed record is effective only to the extent that it was filed by a person that may file it under Section 9509. (b)...
• California Commercial Code Section 9511
  (a) A secured party of record with respect to a financing statement is a person whose name is provided as the name of the secured...
• California Commercial Code Section 9512
  (a) Subject to Section 9509, a person may add or delete collateral covered by, continue or terminate the effectiveness of, or, subject to subdivision (e),...
• California Commercial Code Section 9513
  (a) A secured party shall cause the secured party of record for a financing statement to file a termination statement for the financing statement if...
• California Commercial Code Section 9514
  (a) Except as otherwise provided in subdivision (c), an initial financing statement may reflect an assignment of all of the secured party's power to authorize...
• California Commercial Code Section 9515
  (a) Except as otherwise provided in subdivisions (b), (e), (f), and (g), a filed financing statement is effective for a period of five years after...
• California Commercial Code Section 9516
  (a) Except as otherwise provided in subdivision (b), communication of a record to a filing office and tender of the filing fee or acceptance of...
• California Commercial Code Section 9517
  The failure of the filing office to index a record correctly does not affect the effectiveness of the filed record.
• California Commercial Code Section 9518
  (a) A person may file in the filing office a correction statement with respect to a record indexed there under the person's name if the...
• California Commercial Code Section 9519
  (a) For each record filed in a filing office, the filing office shall do all of the following: (1) Assign a unique number to the...
• California Commercial Code Section 9520
  (a) A filing office shall refuse to accept a record for filing for a reason set forth in subdivision (b) of Section 9516 and may...
• California Commercial Code Section 9521
  (a) A filing office that accepts written records may not refuse to accept a written initial financing statement in the following form and format or...
• California Commercial Code Section 9522
  (a) The filing office shall maintain a record of the information provided in a filed financing statement for at least one year after the effectiveness...
• California Commercial Code Section 9523
  (a) If a person that files a written record requests an acknowledgment of the filing, the filing office shall send to the person an image...
• California Commercial Code Section 9524
  Delay by the filing office beyond a time limit prescribed by this chapter is excused if both of the following conditions are satisfied: (1) The...
• California Commercial Code Section 9525
  (a) Except as otherwise provided in subdivision (d), the fee for filing and indexing a record under this chapter is set forth in subdivisions (a),...
• California Commercial Code Section 9526
  (a) The Secretary of State shall adopt and publish rules to implement this division. The filing-office rules shall be consistent with this division. (b) To...
• California Commercial Code Section 9526.5
  (a) For purposes of this section, the following terms have the following meanings: (1) "Official filing" means the permanent archival filing of all instruments, papers,...
• California Commercial Code Section 9527
  The Secretary of State shall report annually on or before January 31 to the Legislature on the operation of the filing office. The report must...
• California Commercial Code Section 9528
  Upon the request of any person, the Secretary of State shall issue a combined certificate showing the information as to financing statements as specified in...
• California Commercial Code Section 9601
  (a) After default, a secured party has the rights provided in this chapter and, except as otherwise provided in Section 9602, those rights provided by...
• California Commercial Code Section 9602
  Except as otherwise provided in Section 9624, to the extent that they give rights to a debtor or obligor and impose duties on a secured...
• California Commercial Code Section 9603
  (a) The parties may determine by agreement the standards measuring the fulfillment of the rights of a debtor or obligor and the duties of a...
• California Commercial Code Section 9604
  (a) If an obligation secured by a security interest in personal property or fixtures is also secured by an interest in real property or an...
• California Commercial Code Section 9605
  A secured party does not owe a duty based on its status as secured party to either of the following persons: (1) To a person...
• California Commercial Code Section 9606
  For purposes of this chapter, a default occurs in connection with an agricultural lien at the time the secured party becomes entitled to enforce the...
• California Commercial Code Section 9607
  (a) If so agreed, and in any event after default, a secured party may do all of the following: (1) Notify an account debtor or...
• California Commercial Code Section 9608
  (a) If a security interest or agricultural lien secures payment or performance of an obligation, the following rules apply: (1) A secured party shall apply...
• California Commercial Code Section 9609
  (a) After default, a secured party may do both of the following: (1) Take possession of the collateral. (2) Without removal, render equipment unusable and...
• California Commercial Code Section 9610
  (a) After default, a secured party may sell, lease, license, or otherwise dispose of any or all of the collateral in its present condition or...
• California Commercial Code Section 9611
  (a) In this section, "notification date" means the earlier of the date on which: (1) A secured party sends to the debtor and any secondary...
• California Commercial Code Section 9612
  (a) Except as otherwise provided in subdivision (b), whether a notification is sent within a reasonable time is a question of fact. (b) In a...
• California Commercial Code Section 9613
  Except in a consumer-goods transaction, the following rules apply: (1) The contents of a notification of disposition are sufficient if the notification does all of...
• California Commercial Code Section 9614
  In a consumer-goods transaction, the following rules apply: (1) A notification of disposition must provide all of the following information: (A) The information specified in...
• California Commercial Code Section 9615
  (a) A secured party shall apply or pay over for application the cash proceeds of disposition under Section 9610 in the following order to each...
• California Commercial Code Section 9616
  (a) In this section: (1) "Explanation" means a writing that contains all of the following: (A) States the amount of the surplus or deficiency. (B)...
• California Commercial Code Section 9617
  (a) A secured party's disposition of collateral after default does all of the following: (1) Transfers to a transferee for value all of the debtor's...
• California Commercial Code Section 9618
  (a) A secondary obligor acquires the rights and becomes obligated to perform the duties of the secured party after any of the following occurs: (1)...
• California Commercial Code Section 9619
  (a) In this section, "transfer statement" means a record authenticated by a secured party stating all of the following: (1) That the debtor has defaulted...
• California Commercial Code Section 9620
  (a) Except as otherwise provided in subdivision (g), a secured party may accept collateral in full or partial satisfaction of the obligation it secures only...
• California Commercial Code Section 9621
  (a) A secured party that desires to accept collateral in full or partial satisfaction of the obligation it secures shall send its proposal to all...
• California Commercial Code Section 9622
  (a) A secured party's acceptance of collateral in full or partial satisfaction of the obligation it secures does all of the following: (1) It discharges...
• California Commercial Code Section 9623
  (a) A debtor, any secondary obligor, or any other secured party or lienholder may redeem collateral. (b) To redeem collateral, a person shall tender both...
• California Commercial Code Section 9624
  (a) A debtor or secondary obligor may waive the right to notification of disposition of collateral under Section 9611 only by an agreement to that...
• California Commercial Code Section 9625
  (a) If it is established that a secured party is not proceeding in accordance with this division, a court may order or restrain collection, enforcement,...
• California Commercial Code Section 9626
  (a) In an action arising from a transaction, other than a consumer transaction, in which the amount of a deficiency or surplus is in issue,...
• California Commercial Code Section 9627
  (a) The fact that a greater amount could have been obtained by a collection, enforcement, disposition, or acceptance at a different time or in a...
• California Commercial Code Section 9628
  (a) Unless a secured party knows that a person is a debtor or obligor, knows the identity of the person, and knows how to communicate...
• California Commercial Code Secti